Death Becomes Her
by Totter4
Summary: Penny Halliwell was no stranger to tragedy- her father had died when she was young and she fought demons weekly. She attends Hogwarts, keeping her heritage a secret from all but her best friend, Lily Evans. Can her friends and possible boyfriends break through her barrier? Or will newly struck tragedy break Penny beyond mending?
1. Chapter 1

Death Becomes Her

"Shove over, Perry." Without waiting Sirius Black shoved Penny Perry to the next seat so he could adopt the seat across from his best friend, James; Penny would not normally choose to sit near the Marauders, but her best friend, Lily, was dating one of them and, thus, she was forced to interact with them, especially at dinner. Penny through a disgusted glare at Sirius, but before she could say anything, the first swarm of owls of sixth year flew into the Great Hall deleriving mail to the adolescent wizards and witches. Penny was surprised when an owl dropped a letter on her plate: she visited home so often (not that her peers knew _that_) that her family almost never sent mail. Lily gave Penny a concerned look, but her attention was drawn to her copy of _The Daily Prophet_. While Sirius, James, Remus, and Peter were engaging in a small food fight, Penny opened her letter. She saw that the letter was from Gringotts; Penny was confused, she never had the need to open an account, as she and her family did not live in the wizarding world. She looked down at the letter and read:

_Dear Miss Perry,_

_We are contacting you regarding a request to run a blood lineage spell with you. You are not required to participate, however if you wish to, please contact me at Gringotts Wizarding Bank. Attached are papers detailing the process and ramifications of possible outcomes of the spell._

_May your gold flow freely,_

_Samgine_

_Blood lineage dpmnt of Gringotts Wizarding Bank_

Penny did not even bother to look at the other documents before stuffing the parchment back into the envelope. She stood up and, responding to Lily's questioning look, said "I have to write back. Family emergency." Lily knew the code, but the Marauders were about to ask for more information before Penny took off, letter in hand.

Hogwarts had been home to many powerful witches through the millennia, but never one as powerful as Penelope Warren Perry Halliwell. To her peers, she was known as Penelope "Penny" Perry, best friend of Lily Evans and a chaser of the Gryffindor Quiddich team. Penny lived with her Grams and Great Aunts in her family's ancestral home "The Manor" and was known as "thrice blessed" to their Wiccan world.

After receiving the letter, Penny had many questions. The first was who would have requested is spell, and the only people she knew who could help her answer this (outside of the Gringotts goblins) were her family.

Rounding a corner, she entered an empty classroom; and sensing that no mortals were around, she orbed to her home. "Grams, Aunt Phoebe, Aunt Paige!" She called, looking for her aunts.

"Penelope!" Grams entered the room, "What are doing here? You haven't even been gone two days! Your classes don't start yet!"

"I got a letter." She thrust the letter into her Gram's hand and waited for her to read it.

Once finished, Piper looked at her granddaughter solemnly. "Paige and Phoebe are upstairs. There was another demon attack, so we're making some potions." Without another word, the two headed upstairs to e attic. Once in the attic, Penny scolded the older three women "You didn't call Aunt Mel or me for help! What are you thinking?"

"Penny, shush." Piper scolded. "We have more experience than the two of you doubled. We can handle a lower level attack."

Piper handed the letter to her sisters and while she waited, Penny flopped on her favorite antique couch. She was wondering how it survived so many demon attacks when her aunts finished. "Who would request this."

"I have no idea. But I think it's may not be a good idea to do it, in case it reveals something about your Wiccan heritage."

"But the not reason someone else would ask for this is if they though they were related to you," Paige butted in.

Phoebe continued, "But no one in the Wizarding World is related to Pen-"

"Except my mother." Penny said coldly.

Penny had never wanted anything to do with her mother; when she was four her father had died and her mother had left even before his funeral. On some sick level, Peny could sympathize with the woman: she loved her husband so much that she could not even bear live with their daughter. But the years passed and Penny's mother never returned. And then her Uncle Wyatt left, her Auntie Mel moved to New York, her grandfather left her Grams (again) to become an Elder, and her Great Uncles had long passed. When Penny was eleven, she received a letter to Hogwarts School of Witchcraft and Wizardry and Grams was forced to tell Penny about her mother's witch blood.

Penny did not need to say anything else. The older women knew how their beloved granddaughter felt about her mother and her lack of involvement. "Help us with this potion, Hon." Phoebe said softly.

"Which demon attacked?" Penny questioned.

"Just a lower level demon. We could use our powers to vanquish him but we're preparing in case he was sent by a more powerful demon." Paige explained.

The Halliwells were finishing the potion when a demon entered. "Incoming!" Phoebe yelled.

Before the other women could ready themselves, the demon threw an energy ball at Penny; Paige orbed the ball out of the path of her niece while Penny blew up the demon, using the powers she inherited from her thrice blessed, the Charmed Ones expected their granddaughter/niece to be as powerful as they were, if not more. Her "thrice blessed" status refers to her elder, wicca, and witch heritage. She already had Piper's powers, telepathy, empathy, and astral projection, not to mention the powers she inherited from her father's half-elder heritage.

Once finished with the potion, Piper insisted that Penny orb back to school "It's the start of your new term. Go have fun! Send Lily our love! Don't skip meals!" Piper knew her niece had a tendency to skip meals to go to the underworld or make up work she missed while in the underworld.

After hugging the older women, Penny orbed to the hallway outside of Gryffindor tower. She uttered the password ("broomsticks") and climbed through the Fat Lady's portrait hole. She entered the common room to find the start of term, unauthorized, party in full swing.


	2. Chapter 2

"Penelope, dahling!" An arm slung itself over one of Penny's shoulders. She turned her head to see that the arm was attached to her dorm mate, a fairly drunk Estella Bones.

"Stella! How was your break?"

"You know how it is. Boys, boys, boys." She waved her hand in a cavalier way. Penny laughed lightly; Stella was passionate and fell in and out of love more often than she changed her underwear.

Before Stella could reciprocate any sentiments, she was whisked away to dance with some Gryffindor boys.

Penny saw Lily with James, but when Lily turned to see her best friend, she excused herself and pulled her aside.

"What was up with the family emergency?"

Penny didn't want to bring up the letter because Lily was sure to psychoanalyze her over it so she curtailed the truth. "There was a demon attack. No biggie. Grams just wanted some help making potions."

Lily knew her friend as full of it, but passed her a drink and didn't say anything about it. She and Penny had been friends for as long as they had been alive. Penny's parents had moved next door to the Evans right after Lily was born and while Penny's mother was still pregnant. Penny was born prematurely, so by the time she was allowed out of the hospital, As a stay-at-home dad, Chris was afraid to allow Penny out of her sight, but Lily's mum brought her over to socialize and welcome the baby, and they were inseparable since. Her mother and her had always known about the Halliwells' secret, though never bothered to tell Lily's sister or father. When Chris died and Penny went to live with her grandmother, Penny often visited via orbs when she could and Petunia, Lily's sister, wasn't home. Lily knew she was the only one in Hogwarts, barring Dumbledore, who knew Penny's secret and she constantly worried about her friend. It was no secret that Penny was closed off; she was afraid to get close to people in case they left her. Lily was extremely overprotective of her friend because she saw first hand how Penny could go overboard.

"Go back to ol' Jamsie boy!" Lily laughed. "He finally got you to go out with him! We'll talk later!" Penny laughed over the music.

Reluctantly, Lily went back over to James while Penny joined Stella on the dance floor with another dorm mate, Alice.

"Did you miss me?" Penny laughed cheekily and surprised Stella and Alice. The three embraced and continued dancing, only to pause when handed a shot by the guys they were dancing with.

By eleven, Penny, Alice, and Stella were fairly smashed and were getting quite close with the boys. When Lily saw Penny start to reciprocated a kiss with Amos Diggory, she moved to intervene.

"Alright. Looks like we've had enough, yeah?" Lily began to move between Penny and Amos.

"Lilllly. Stop being a kill-joy." Penny slurred.

"Hey Pen. We've got class and Quiddich practice in the morning. Let's listen to Lil, yeah." James pulled Penny away from Amos.

"Oh Captain! My Captain!" Penny laughed while being handed over to Lily, who guided her up the stairs. "Farewell!"

"Merlin, Pen. Ever heard of self control." Lily grunted.

"I was celebrating! Death to demons!" She laughed.

"Shhhh." Lily admonished. "Merlin, you're sloshed." She dumped the smaller girl on the bed. While Lily was curvy and tall with firery red hair, her best friend was quite the opposite. Barely reaching five feet, Penelope had light skin and even lighter hair that was paired with her father's expressive bright green eyes. Although she was lusted after, she still had a slight frame, being slightly underweight from the stress of fighting evil and premature birth.

Lily laid down on her bed and thought back to dinner. She knew that letter had nothing to do with a Halliwell emergency because Penny would have been "called" by her Grandmothers. She was worried what the letter was about. Penny always told Lily everything; they had no secrets. She got out of bed and climbed down the stairs. She saw that the party was breaking down and the Marauders were already gone. She climbed up the boy's staircase and entered James' dorm.

"James." She called.

"Lil? What are you doing here?" The boys were huddled in the middle of the room, no doubt planning a prank.

"I-I don't mean to interrupt. It's just-that, um, I'll go. And talk tomorrow." Lily babbled.

"No. It's fine Lily. You can have your boyfriend. He needs all the time with you he can before you realize he's the prat you always thought he was." Sirius teased before getting up and plopping down on his bed. Remus and Peter followed his lead.

"What's the matter?" James approached Lily.

"It's just…Penny. I'm worried about her." Lily began in a hushed voice.

"For as long as I've known you you've been worried about her. She needs to be able to stand on her own feet."

"James, you don't understand. She's been through so much. Too much-"

"We've all been through a lot, Lily."

Lily began to get upset. "Don't patronize me, James! I know we've all been through a lot! But you don't understand! Don't you notice how you know everything about the Maruaders and a lot about Stella and Alice. What can you tell me about Penny?" When she saw James' realization, she continued. "James. What I'm about to tell you, it can't be repeated. She saw her dad get killed when she was really young." She held up a hand to continue. "Her mom left. And her family was such a close unit, but her uncle left too. And her grandfathers were killed. Almost everyone she has loved has left her. She struggles and doesn't show it. She needs me. She may be strong but she needs to be protected all the same."

"Why hasn't she told anyone about any of this." James looked taken aback.

"She can't talk about it. She's terrified of being left alone and tries to prepare herself in case that happens. She tries to drown the pain; she is constantly stressed and has developed this complex that prevents her from asking for help or opening up." Lily started to get frantic.

"Shh. It's okay, Lily. You don't need to carry this alone. You have me to help look out for her." James shot her a reassuring smile. "Come here." He gestured for Lily to enter his embrace and they laid down on his bed to go to sleep. As she was drifting off, Lily couldn't help but think that Penny was going to kill her if she found out that Lily had told James what she just said.

The next morning, Penny groaned as her bed curtains were ripped off, followed by her blankets, and the bright light and cold air penetrated her small, frail frame. "Merlin." She groaned.

"Take this." Lily shoved a potion into Penny's hand. "Get dressed. Classes start soon. You can't be perpetually hung oer."

Penny groaned again before downing the potion, alleviating her hangover almost automatically. "Merlin, why do I have to go to classes. It's not I need the practice."

"Unless you want to explain to everyone why you don't, then get up!" Lily pushed her off the mattress.

"Merlin, you're bossy." Penny rolled out of bed and slipped on her uniform: a plaid skirt, stockings, tucked in white Oxford shirt (buttoned to be boarder line promiscuous) , and simple black heels, all under her Hogwarts robes. After getting washed, made, and brushed, Lily and Penny started down the stairs.

"At least Wiccans and demons know how to dress well." She mumbled,hating her designated outfit.

"You say that every year."

"And I'm still right." All of a sudden Penny stopped and groaned.

Lily turned around. "What's wrong." Seeing the intense annoyance on Penny's face, she asked, "Who's calling you?"

"Leo." Penny nearly groaned.

"You don't have to go-"

"I don't want him coming to find me here and revealing my identity and I definitely don't want him going to the Manor and wrapping Gram's old wounds open. It's hard for her to see him, and not just because he left her when they were supposed to grow old together. But when she sees him, she sees her sons, and she misses them, but she can't verbalize it because Paige and Phoebe went through the same thing and she tries to make it easier on me because I only have her." Penny explained.

"Alright be careful. Leo always needs something."

"He may go about it the wrong way, but he just wants to see me. He feels guilty because he promised my dad he wouldn't abandon his family when dad travelled back in time to save Wyatt, but he did anyways."

"Alright. Bye."

"Lily, don't pout. You know what Aunt Phoebe says…"

"It's never goodbye-"

"It's until next time." Penny finished before she looked around and seeing it was clear, orbed away.

Lily sighed and walked down the stairs; she wouldn't admit it, but she was worried: Leo almost never delivered good news, and quite frankly, brought out a reckless side of Penny. She got to the common room and saw Stella, Alice, and the Marauders waiting for her with Alice's boyfriend Frank.

"Merlin, I'm hungry. Go back up and tell Penny to hurry up." James teased.

Lily, used to lying for Penny's secret, didn't hesitate before saying, "She's actually not feeling too well. She said she'll meet up at breakfast."

"Is she okay?" Remus asked, concerned. He knew Penny and felt the need to protect her; she always seemed so emotionally vulnerable and frail.

"Oh yeah, you know Perry. She doesn't feel good one moment, the next she's playing in a Quiddich match!" Sirius exclaimed. "Let's go! Breakfast awaits!"


	3. Chapter 3

Meanwhile on top of the Golden Gate Bridge, Penny orbed to meet her grandfather. She sighed; Leo may be her grandfather, but he rarely acted like it. Paige's father, Sam, took on the role after Leo left and Henry and Coop died.

"Good evening, Penelope."

"Hey, Leo."

"How is school?"

"Classes don't start until Monday." Penny responded. They stood in silence, not knowing what to say to each other. It was more than awkward. "Why'd you call me here?"

Leo's face dropped before he replied, "There have been attacks at night on whitelighters around the city-"

"I'm on it. I'll scry, kick some demon butt, and go back to school."

"Penelope, be carefu-"

Penny orbed back to her dorm before he could finish. She was thankful all roommates were out to breakfast. Especially, Lily; she would have insisted that Penny tell her grandmothers, but Penny didn't want to put them in danger. They weren't as young as they once were.

She pulled out a map of San Francisco. She knew that the time difference meant that the attacks would start soon. She didn't know who was attacking whitelighters, but she knew if it wasn't darklighters, the reasons would be even worse: she had heard the stories of whitelighter powers being stolen and used to gain access to Elder land. The crystal she used to scry landed. "Bingo."

Penny orbed to an alleyway to see it empty. "It's always an alley. Creepy, dark, and-" She stepped in a puddle and looked down to see blood. "Sticky." She finished. "There goes these shoes. Blood never washes out." She stopped speaking, feeling a presence appear. She whipped around to find herself face to face with a rather handsome demon.

"Well, well, a little witch. Here to save the day, are we?" He knocked her back telepathically.

She groaned, and couldn't stand up. She felt blood at the back of her head. Kyle was going to kill her if she found out she got hurt and didn't tell anyone she went demon hunting. And Penny didn't even want to think about what Lily was going to do. The demon approached her, without a word, she went to blow him up.

When it didn't work, he laughed and bent to her level. "Do you really think that trick would work on me, witch?" He snarled. Before she could blink he shoved his hand right into her chest, next to her heart. "I could kill you with a flick of my finger. But I rather feel your heart slow and stop right after draining you of your powers." Penny gasped, struggling to breathe. "How does it feel, witch. To know you are going to die?"

Penny gasped, "You tell me." And used the powers she inherited from her father and grandfather to produce lighting and kill the demon. When the demon went up in smoke, Penny slumped further against the wall. She felt her vision swim, but knew if she called Kyle, he would get her grandmothers to bind her active powers at the least. So she took a breath and orbed back to her dorm.

"Ouch." She grunted as she landed on her bed. She was out of breath from the exertion of powers and almost wished that her dorm mates were in her dorm to help her.

She let her body rack with attempts to gain oxygen. When her breathing was mostly in control, she struggled to get up. She let the wall help her as she edged around the room to the staircase, slowly making her way down. She stopped at the bottom to gain control of her breathing again when the portrait hole swung open. When she heard Lily's voice she attempted to straighten and look uninjured.

"-seriously James. Reign in your dog. Sirius boarders on cruel when-Pen!" Lily exclaimed wide eyed. "You never made it to breakfast. You all'right?"

"'course! You know me!" She responded faintly.

Lily narrowed her eyes and signaled for James to wait by the couches for her before approaching Penny. She used a hushed voice. "What did Leo want?"

"Oh you know. See how I was doing."

"Penelope W-"

"Fine, fine. There was a thing that needed to be handled which I handled. I just need to walk all my handling off-"

"Shit! He always gets you to be reckless, we'll have to call-"

"No one! I'm fine!"

"Merlin! What are you two arguing over?" James called.

"Shut up, Potter." Lily and Penny called, without turning to acknowledge him.

"Okay, what's the damage?" Lily tried to force her voice to sound calm.

"I just bumped my head." And maybe had a few organs shifted.

"Let me have a look." Lily demanded and Penny turned her head to allow her.

James looked on curiously as Lily looked at Penny's head, not knowing what was going on. He started to approach when he heard Lily say to Penny, "You need to go to the hospital wing."

"I'm fine, Lily. Really. It was just a bump-"

"Seriously, Penelope. Let's go."

Penny sighed and pushed off the wall when she stumbled and got dizzy. Damn demon.

"Whoa, Penn. Steady." When she saw that Penny was still having a hard time, she sighed and turned to James. "Hey, James. Can you do me a favor and help me get Penn to the hospital wing?"

"I'll get her to the wing. I have to visit Remus anyways. He wasn't feeling well. You go finish your summer work." When James saw that Lily was going to argue, he continued, "I'll make sure she's safe, Lil. I care about her too. She _is _my chaser after all." He approached Penny and wrapped his arms around so he could pick her up. She opened her mouth but James interrupted again, "Don't even complain, Perry. You could barely get down the stairs. There's no way you can make it all the way to Madame Pomfrey." He laughed at her expression of pouting.

Once they were outside the portrait hole and were walking to the wing, James began a discussion, "Merlin, you _are _light, Pen."

"It's genetic," she grumbled, still feeling faint, her heart hurting a little bit.

"So what actually happened? A lot more than a bump would have to cause this damage, and Lily may not have noticed, but I see you're having trouble breathing." When Penny turned her head and refused to look or speak to James, he became angry and continued, "Merlin, you're so selfish sometimes, Perry! Don't you realize how much we all care for you? Lily? Stella? Remus? Alice? Me? Even Sirius! Penny?" He knew Penny well enough that she would have responded. He felt his chest getting wetter and wetter, knowing it was blood he sped up. "Merlin, Penn. Wake up!" He shook her and her head jostled and he saw that the blood was not coming from her head wound.

He rounded the last corner before rushing into the hospital wing. "Madame Pomfrey! I need help!"

"James Potter, you know better than to be loud in my….oh dear what happened?" She said seeing James, covered in blood, carrying Penny.

"I don't know." He placed her in a bed and stepped back, allowing Madame Pomfrey access to the small witch. "We found her like this, trying to walk to the hospital wing, after breakfast." He went to push his hair back, a nervous habit, but saw his hands were covered in blood.

Madame Pomfrey didn't pay anymore attention to James before using a spell to remove Penny's shirt and robes, leaving her in a bra. James went to avert his eyes, but saw the wound on Penny's chest. "What-"

"Potter!" Pomfrey snapped. "What are you still doing here? I'm trying to work!"

James backed out, horrified. What was he supposed to do? He wanted to wait to tell Lily to prevent her anymore stress, but if Penny d-died, Lily would never forgive him.

"James!" Remus called, happy to see his best friend, but curious as to why he wasn't approaching Remus's bed as he normally did after the full moon. He watched as James turned and stared, open mouthed, horrified. "James, what in Merlin's name happened?" When James made no movement to acknowledge Remus, Remus snapped, "James! Who's blood is that? Is Sirius-"

"It's Penny's." James said brokenly, moving to sit next to Remus and put his head in his hands, no longer caring about the blood that soaked his hands.

"James, what hap-"

"Lily and I came back to breakfast. She was hurt, but fine. But we were coming here and she… Oh Merlin. Remus, she's in really, really bad shape. I don't know what could have caused this."

"Is Lily al-"

"She's fine. She's doing her work back in the dorms."

"James, you should get her. If it's as bad as it seems…She would want to know. They're like sisters."

"But-"

"No "but"s, James. If it was Sirius, or me, or Peter, or Lily, you'd want to know."

James nodded and moved to leave, but not before taking a detour to see how Madame Pomfrey was handling Penny. He saw the blinds around the bed drawn, and new better to open them, but grew worried as he saw the silhouette of the Matron moving quicker than he ever saw her.

James got back to Gryffindor Tower to see Lily in the Common Room, writing on a roll of parchment.

"Hey, James. How'd it-" She looked up to see James, covered in blood. "What happened?"

"Lily. She was worse off than she told us. She-she had a really bad wound in her chest, I-I don't know what could have caused it."

Lily grew angry (not at James, at Penny). "Go wash up, James." She turned to head off to the dorm so she could call Kyle and get Penny healed.

"Lily, I'm sorr-"

"Oh James, you have nothing to be sorry for." She ran over and pecked him on the cheek before running back to her staircase.

"Kyle! Kyle!" She called, but he didn't answer. "Kyle! Get your ass down here!" Why wasn't he coming. Couldn't he feel his charges pain. If it was really as bad as James had said, Lily became more desperate. She could always call Leo, but there was always another option and Penny was in this mess because of Leo. "Paige! Paige." That was strange, why wasn't Penny's grand-aunt coming? She sighed. She was desperate, but Penny was going to be so angry with her. But desperate times called for desperate measures. "Sam! Sam!" She was relieved when she saw orbs.

"Sam." She breathed out in relief.

"Lily? What's the problem? Where's Pen?" He inquired, suddenly worried for the girl he considered his granddaughter.

"Sam." Lily's voice broke. "It's bad."

"Lily. Where is she." Sam demanded.

"Follow me." The two rushed out of the dorm, down the stairs, and out of the portrait hole, not even stopping to get James, and not acknowledging Sirius and Peter when they rushed past the two.


	4. Chapter 4

"James!" Sirius called, opening their dorm door. "What's up with Lily? I think you got some competition, she was with some old guy- James?" Sirius stopped talking when he saw James sitting on the bed, freshly showered, but looking at his hands.

"You alright, mate?" Peter asked.

The two began to approach James when they saw his eyes red as he looked up. "Hey." James acknowledged. "I've got to go." James said rushing past his friends, but Sirius grabbed his arm.

"Slow down. What's up?"

"There was an…I don't know what. But Penny Perry is really hurt." James pulled his arm out of Sirius' grip and rushed down the stairs, eager to return to the hospital wing.

Penny was standing next to her hospital bed, watching Madame Pomfrey bustle around her. "Shit." She muttered. She screwed up this time. She left her bed and saw Remus and James talking to each other. She felt bad that James' shirt was covered in blood.

"You should be more concerned with James' emotions than his shirt." Penny whipped around to see a tall man.

"Seriously? What are you doing here?" Penny was exasperated to see Death.

"You're on my list." Death's list appeared in his hand in a cloud of smoke and pointed to her name, three spaces from the top.

"This is it." Penny said morosely. "I'll never see Lily again. Or grams. Or Aunt Phoebe and Paige. Or Kyle. Jame-"

"You still have time. Your family has a nasty habit of circumventing me." Death almost smiled.

"I should be more upset." Penny realized. "I'm…sad that I won't see my friends, but not about dying."

"You were always a strange one, Penelope Halliwell."

"How do you know that?"

"I have known many Halliwells in my time. Your Grams was especially…hardy."

Penny laughed. "She's a survivor."

"And so are you." Death said, looking at his list seeing that Penny's name had disappeared. "You will live to see another day, Penelope."

Remus couldn't believe what was happening. His housemate was hurt. He and Penny were friends. Or as close as she would allow him to be. He realized that Penny kept everyone-but Lily- at an arms distance. He didn't know much about her at all. But she had this aura around her that inspired loyalty and love. He felt the need to protect the small witch. He snapped his head towards the entrance where he saw Lily rush in with an older man and entered Penny's area. What was going on?

Lily and Sam rushed to Penny's bedside. "Stop." Lily commanded.

"Get out of here Miss Evans."

"You do not have permission to treat Pen as a patient. As her proxy, I rescind the right." Sam spoke, anxiously waiting to heal the girl He didn't take his eyes off Penny, monitoring her status. Whenever he saw her, he couldn't help his longing for Pattie. He loved her so much and she was gone. He made it his mission to watch out for all Halliwells, even if their relationship was forgotten in time.

"You want her to die!" Madame Pomfrey cried out.

"Madame Pomfrey, trust me. She'll be fine. Sam is…a healer." Lily ushered the woman out of the area.

Sam quickly drew his hands over Penny's chest, knowing that wound needed to be healed first. "C'mon." He was relieved when his hands began to glow. After he finished healing her chest, he moved to her head. He was relieved that he wasn't too late.

Penny opened her eyes and groaned. "Sam? What are you doing here?"

"Seriously! Penelope Warren Perry H-"

"Sam!"

"Going off and being stupid is what got Pattie killed! How could you be so careless! You are the future! You and Melinda are the last hopes to continue this line! What the hell were you thinking!"

"That whitelighters were being killed! It's my calling to save innocents! I can't just ignore that!"

"You should have asked someone for help." Sam sighed.

"Thank you." Penny said, instead of acknowledging Sam's statement.

"You didn't leave me must choice, jelly bean." He smiled softly, using her old nickname. He stroked her hair. "You scared me."

"Want some lunch? We can go to the kitchens and grab something from the house elves."

"I'll never get used to those little gremlins."

Penny snorted as she got up from the bed. "We have to take care of the others before word spreads that I'm 'dying'." She scowled.

"Well, I've got whitelighter's memory dust. As always. We have got to stop doing this, Pen."

"We haven't used it on anyone on Hogwarts…yet" Penny smirked.

"You're a menace." Sam laughed.

Penny got up and went around the blinds to her bed, followed by Sam, but was startled to a stop when she saw many more people than she was supposed to in the Wing.

"Shit." Sam and Penny muttered, simultaneously.

"What-" Madame Pomfrey began.

"the hell is this!" James seemed beyond confused.

"Alright. James, Sirius, Pete. Um, Madame Pomfrey, let's go sit with Remus so he can here my…explanation?"

They backed up, but Sirius and James kept their eye on the witch.

Lily approached her, "What do you think you're doing."

"What is necessary. An old trick." Penny said grimly. It really was sucky that she had to take her friends memories.

Sam headed over and gave the four wizards and Madame Pomfrey a dose of memory dust and instructions to forget before going back to the girls. "My work here is done. Let's go see my gremlins, eh?"

Penny laughed and Lily shook her head. "I'll give you guys some space."

"You're family too, Lil!" Sam put his hand on her shoulder.

"I'm just gonna make sure the others are alright, ok?" Lily sighed, slightly worried about James. She had never seen memory dust used before.

"Your loss" Penny laughed. "You should see Sam with the house elves! You'd think a whitelighter who has met leprechauns and nymphs would have no problem with them, but he is so fascinated!"

"What can I say? House Elves don't need to be saved by your ol' grandpa."

"Great grandpa." Penny teased.

Sam looked indigent. "I am a great grandpa. But I'm hardly old enough to be a great-grandfather. I hardly look old enough to be a grandfather. We've got to get going before my charges need me."

After they left, Sam questioned, "Are you sure you're feeling all right, Jellybean?"

"My head is a little fuzzy and my chest is sore, but I'm better than dead." She glanced around before tickling the portrait that gained them entrance to the kitchens. They took a seat at a table the elves had set up, and while they waited for food, Penny leaned in across the table. "Something happened, though. Before I awoke. I saw…Death. I was on his list, but my name disappeared. He…Sam, he knew me. It was like he has been watching me or I've been on his list before."

Sam's eyes grew wide. "I'm going to go back to the Manor and talk to your grandmothers about this. It's a big deal. You can only avoid Death for so long. Look at Pattie." He grew sad. "We'll make sure you're safer for now on."

"That's not what I-" Sam orbed away "mean." She finished.

The Elves arrived with the food. "Great. Thanks. Just great." She muttered.

Sam orbed into the Manor. He knew there was something wrong instantaneously. The Grandfather Clock was smashed and a body was laying in the remains. Sam rushed over. "Phoebe!" He placed his hands over her and waited for the glowing to start. "C'mon dammit!" He started to cry. Pattie's baby was dead. He got up. His baby and Piper were still here. Maybe Melinda. He knew it was horrible but he was glad that Penny was injured earlier so she wouldn't have been here.

"Piper! Paige!" He called. Running to the attic, knowing the girls would've headed there first to get to the Book. "Paige." He kneeled down again, trying to heal his daughter. "C'mon, Paige." His hands weren't glowing. "Paige! Dammit! Heal!" His hands remained over his daughter.

"Sam." Kyle breathed. "I thought you were…Sam. It's over. The sisters lost." Kyle had tears leaking out of his eyes. By the time Paige called me, Pheebs was…Piper is in the sunroom. Paige was the last one."

"What happened? Where were you?" Sam got up and pushed Kyle.

"Sam. I couldn't have done anything. There were so many demons! They overwhelmed the sisters! I couldn't do anything. Everytime I went to heal one of them, I would have to help another!"

"They're really gone."

"But they went out the way they wanted." Kyle slid down the wall, sitting on the wall.

Sam sat down next to him. "Penny got hurt." Kyle looked up sharply. "She's fine now. I had to use some memory dust. But she's healed."

"How are we going to tell her? She still can't handle Chris' death."

"After Pattie died" Sams voice cracked "I had a really tough time. It's not the same. But I was alone. My family was Pattie and her daughters. I gave my daughter up. I lost everything. I was alone. At least she'll have you and me. And-"

"Melinda." Kyle sighed. "We should tell her first."

"In a minute. Let her have one more minute of happiness. Once she finds out her world is going to shatter again." Sam shook his head. This couldn't be happening.


	5. Chapter 5

Penny walked back to Gryffindor common room. "Hey Lils." She said upon seeing her on the couch. "Boys." She acknowledged, sitting on the couch with the others.

"How was your day?" Remus asked looking up from his essay he was writing.

Penny gave a wry smile. "Oh you know…normal."

Lily couldn't contain her smile.

"Nothing is never normal with you, Perry." Sirius laughed.

Peter muttered "No girls are normal."

"Pete's got the right idea." Sirius slung his arm around Peter's shoulder.

They turned to see Stella and Alice stumbling through the portrait hole, giggling.

"Hey ladies." Lily acknowledged.

"Get up Lily! Penny! You know what today is! Last night before classes start! Tradition time!" Stella took Penny's arm as Alice took Lily's.

"When will we be able to get in on this?" James called.

"No boys!" The four girls laughed in unison before climbing up the stairs.

The next morning, Penny awoke with a wicked hangover on the floor, one leg on Stella and the other on Lily, while her head rested on Alice.

"Merlin. Why do we do this every year?" Alice groaned.

"It was your idea!" Stella mumbled.

"We've got to get dressed." Lily said. "McGonagall will not be happy if we don't get our time tables." Lily made no movement to get up.

"Whose turn is it to get the hangover potion?"

"Stella's." Alice provided.

"We start from the beginning of the alphabet in the new term."

"Crap." Alice muttered before getting up, unsteadily.

"Bottoms up." The girls clinked potion vials before each downed their own.

"It's still too early. Is there a potion for that?" Stella groaned, being the only one left on the ground.

"First term breakfast is always the best." Penny informed. Stella jumped up.

"Let's get dressed than. Pip pip."

While Stella and Alice were fighting over the mirror to apply makeup, Lily was sitting on her bed rolling up her stockings. Penny walked over and sat down next to her friend, sliding on her matching heels. "Grams' annual dinner is tonight to celebrate the new year."

"How could I forget. What excuse should we use this year?"

"Studying?"

"James would try to distract me."

"Best friend time, then. Feed him some excuse."

Lily suddenly got angry and stood up. "I can't keep lying to everyone, Pen. It's not fair to me, them, or you."

"Where is this coming from?"

"You almost died yesterday and no one knows that!"

"Please! That happens more often than not." Penny scoffed.

"Exactly!" Lily sighed. "One day you won't get healed and you won't come back and I'll be the one who has to come up with an explanation. It's enough that you keep everyone at arms length, but I don't want to have to lie to my friends."

"Then don't come to dinner. Don't come to my funeral."

"That's not what I meant!"

"I know what you meant! I'm not going to start yelling my heritage at people!"

"I'm not asking. No one knows anything about you!"

"What's so wrong with that? When I die-" Seeing Lily open her mouth to interrupt, she spoke louder, "when I die, I don't want anyone to say how tragic my life was, how tragic my death was. It's better for everyone."

"That's what you think?"

"It doesn't matter. We all know the life spans of Halliwells. Grams and her sisters are anomalies."

"If you weren't so reckless, maybe you'd survive longer."

"What I do is important. I save people. I save the world. I save humanity. If my death helps save one person, it would be worth it."

"You're so selfish! You'd save more lives alive!"

"You are more selfish than I could ever be!"

"What's going on in here?" Stella and Alice were standing in the bathroom doorway.

Both girls frowned, but said "Nothing," simultaneously.

"Ready for breakfast, the boys are waiting." Stella tried to edge the tension.

"Yeah, let's go." Lily broke eye contact from her best friend.

In the Great Hall, the tension between the two girls was palpable. Despite sitting next to each other, they were avoiding addressing each other and the Marauders, Stella, and Alice were doing their best to diffuse it. Penny was looking down at her plate, refusing to look up from her coffee and fruit.

"Hello, students." Professor McGonagall greeted stiffly. She began to hand out the sixth years' time tables. "I expect you all to behave and do well. Please don't cause any trouble." The boys smiled. "That includes you too, Miss Perry."

Penny smiled and looked at her head of house "Of course. I'd never cause any trouble." Lily snorted. Penny's smile disappeared when she saw a pair of people enter the Great Hall she'd never seen at Hogwarts before-her Aunt Melinda and Kyle.

She got up, brushing past McGonagall, not taking her time table from the Professor.

Lily frowned, but upon seeing Melinda and Kyle, she got up to follow. "Stay here." She instructed James.

By the time she caught up to Penny at the entrance of the Great Hall, she knew her friends would be looking.

"What's going on?" Lily asked.

"That's what I'd like to know." Penny crossed her arms, she sensed her aunt's despair and her whitelighter's sadness.

"Penny-" Melinda began, "there was an attack at the Manor."

"So lets go hunt down those demons." Penny knew in her heart something very bad was going on, but she wouldn't acknowledge it.

"Penny. It's more complicated than that." Melinda reached her hand out to embrace her niece, but she stepped out of reach.

"Penny." Kyle said seriously, taking a step closer. "The attack. The sisters didn't make it. We were overwhelmed too quickly."

"That's impossible. It's Grams. They'd never be-" Her voice broke off. She remembered what Death had said to her. Her Grams _was _hardy.

"Oh Merlin. Pen-" Lily reached towards her friend and grasped her hands.

"I have classes." Penny said robotically. "I-um. After they finish, I'll orb home." Lily watched her friend turn to walk towards McGonagall and take her time table from the older witch.

"I'll make sure she's okay."

"Thanks, Lily. It was honestly impossible to predict her reaction. If she breaks down-I don't know how she will be able to rebuild herself again." Kyle sighed as he put his shoulder around Melinda before walking out of the Great Hall.


	6. Chapter 6

"Who was that?" Sirius asked when Penny sat back down.

"Who?"

"The people you and Lily were just talking to." Stella supplied suspiciously. Her dorm mate was acting odd, detached.

"We have transfiguration first." Penny said.

Remus looked at the girl worriedly before meeting his fellow Marauders' eyes, equally worried.

"Hey." Lily sat down quietly.

"What was that?" James asked his girlfriend.

"I'm not hungry." Penny pushed her food away, feeling sick. She rushed out of the hall.

"I'm sorry, I have to-" Lily waved her hand in Penny's direction apologetically before getting up and rushing to follow the girl out of the hall again.

Lily found her friend throwing up in the bathroom. She rushed to hold her blonde hair out of her face. "Shhhh. It's going to be fine." Lily rubbed her back, trying to sooth Penny.

When Penny stopped throwing up, she went to the sink and washed out her mouth. "We have transfiguration." Lily looked at her friend, worried over her detachment.

When they entered Professor' McGonagall's classroom, they saw that the class was still waiting for their professor to arrive, so Lily and Penny took their normal seats with the other Gryffindors.

"Good morning, students." Professor McGonagall greeted. Lily glanced at Penny to see her staring straight ahead, gazing into nothingness. "This year, we are going to start preparing for NEWTs. In order to avoid any messing about" she glanced at the Marauders "we will be sitting in an assigned order."

When Penny's name was called to sit next to Sirius ("Perry, Black"), Lily elbowed Penny's rib to get her up and watched as her friend moved at a subdued pace.

"What's got you, Perry?" Sirius nudged her. "Any other girl would be foaming at the mouth to get the Great Sirius Black as a partner." He frowned when he saw her staring unblinkingly at the front of the classroom. "Perry." He nudged her again. "Pen." He sighed. "Penny, you're starting to worry me. And I know Lily has been worrying about y-"

"Mr. Black, is there a problem?" McGonagall called from the front of the classroom.

With one last glance at his partner, Sirius replied, "None at all."

The morning went on like that and slowly each Gryffindor grew worried for Penny. When sitting at lunch, Lily was surprised when she saw that everyone-except Penny- was sitting at the table.

"Where's Penny?" She questioned. Everyone looked around, surprised she wasn't there. "Where is she?" Lily was at an emotional breaking point. When no one answered she got up to leave.

"Lil." James put a hand around her wrist. "I'm sure she's fine. She's Penny."

"That's just it James. She's not Penny right now." Her voice cracked. "She may do something really really dumb and when it comes down to it none of us will be able to help her." James released Lily.

"I'll help you." Sirius stood up.

"Me too." James and Remus said together. The other Gryffindors followed suit.

"What happened?" Remus questioned. "She was fine unt-"

"This morning." Sirius finished.

"It's not my place to say. She just- she needs us to be there for her." The others knew Lily would tell them if it was really bad (not realizing it was) and agreed to split up to find her.

Penny managed to steal away from her friends during a free period before lunch and orbed to the highest point at Hogwarts she could think of. At home, she would've gone to the top of the Golden Gates Bridge, like her father used to, but she didn't think she could handle seeing Leo or Kyle right now. So she orbed to the roof of the Astronomy Tower, knowing no one else would be able to get up there easily. Since she heard about her grandmothers, she couldn't help but have every possible scenario of how _it _happened play through her head. And when she able to get _that _to stop, her father's death would run through her mind. The demons- taking her down to the underworld-tying her in the water so only her head was above water level- her father coming down and fighting off demons until one showed up behind her-his eyes looking at her cold, unseeing-not being able to orb-the demons laughing as she cried-not being able to breath-and then Uncle came-he brought her home-the look on her Gram's face-her mother leaving-the funeral-Wyatt lea-. She stopped. She couldn't think of this. She needed to shut it off. The pain was too much. Everything _hurt_. Everyone left. This was why she wasn't going to let anyone in. Ever again. But Lily insisted she made friends. And now they could die and she'd be alone again. She hated caring. All these emotions were a cancer slowing killing her from the inside out. She wanted it all to just go away.

"Oh, Penny."

Penny's head shut up to see Sirius Black, hovering on a broom five feet from her. He was looking at her with pity, concerned. She opened hr mouth to say something but she realized she was silently sobbing.

"We split up to find you. I saw something up here when I was checking the Quiddich field. How'd you get up here?" No response besides sobbing. "Lily's worried. Why don't I help you?" He drifted closer, and when he went to grab her, she yanked her arm back, as if she was burned. "Penny. Take it easy. Everything's going to be fine."

"I need to go." She said.

"What?"

"I need to go."

"Go where."

"I-" she looked up. "Can you give me a ride down." She couldn't orb in front of him.

"'course." Sirius took her arm and helped her on to the back of the broom, but couldn't help but notice how perfect her small hand fit in his large one. As he was flying down, he couldn't help but feel how small, frail, the girl behind him was. This was the first time he had seen her aware since breakfast.

Once they got off the ground, Sirius kept an eye on Penny, making sure she didn't wander off while he put his broom away. "What's going on, Pen? You've been acting weird all day."

She paused before looking at her house mate "When I was little, my dad- he... worked a lot with his brother. He would leave me home with my mother. The moment he…the moment he was gone my life changed. I no longer had a father, a mother, or an uncle. I moved back in with my grandmother and her sisters."

"You never told anyone about your home life."

"It didn't matter."

"It does. It shaped you."

"I-I miss him. My dad."

Sirius didn't know what to say, so he just grabbed her hand and squeezed it.

"Penelope!" Lily called, seeing her best friend with Sirius. "Are you alright? Where have you been! You didm;t go to the Unde-"

"I'm fine. I was thinking outside." Sirius snorted at her idea of outside, but didn't say anything when she shot him a look. "Do you think it'd be alright if I skipped the rest of today?"

"It's the first day, but I think if you explained to McG-"

"I don't want anyone to know."

"Know what?" Sirius grew confused. The girls ignored him.

"Pen, you have to tell some-"

"What will it matter? It doesn't change anything. Dumbledore will find out and tell the professors its fine."

"You're right. Let's go."

"Lily, you can't miss the first day of school, too."

"I love them too!"

"Lily, if- if it happens again…" Lily knew Penny was referencing the demon attacks.

"Fine. Be back by tomorrow."

"Where are you going?" Sirius grew frustrated.

"She's not feeling well."

"Fat chance."

The girls just turned away from him and once they were alone, Penny orbed home, alone.


	7. Chapter 7

"Penny!"

"Auntie Mel." The two remaining Halliwells embraced.

"Oh, jelly bean." Hearing her old nickname, she started crying. Everything just came out and she found herself sobbing on her aunt's shoulder. She felt someone-Kyle she surmised- lead them over to the couch.

"It's going to be fine, jelly bean." Kyle ran his fingers through her head in a paternal manner.

"It's not!" She sobbed. "They're gone. They left me!"

"They didn't want to, Pen. They fought so hard. But they're at peace. They're with your dad, and Prue, and Henry, Coop, Billie, everyone."

"Not me."

"But you have us." Melinda consoled.

"We're not going anywhere."

"When is the funeral?"

"You don't have to think about-"

"I want to."

"We were thinking of having it the day after tomorrow."

"That sounds nice. Grandma Phoebe would have liked giving everyone a break from the work week."

"She would have." Kyle smiled.

"Penny, I'm going to move back to the Manor." Melinda broached the subject. "And we'll pick you up when your vacation comes up at the train. I just wanted you to know that we're going to try to keep things as normal-"

"As normal as Halliwells get." Penny smiled.

"While this seems like a nice sentiment, it isn't your decision to make."

"Dad." Melinda sighed.

"Melinda. Since Piper is…I now have custody of Penny."

"And what? You're going to have her live up there." Melinda threw her hands up, gesturing to the sky. "You couldn't even take care of your kids when they needed you."

"That's unfair."

"Stop. Leo." Penny sighed. "We all know you are…sad. About Grams. But we have to be practical."

"Like you were when you just ditched the first day of classes? Or how about you two when you showed up at Penelope's school?"

"Leo. That's enough." Kyle stood up and moved in front of the two girls. "You lost your family too, but we can't handle this right now. We have months until Penny's vacation turns up. And the Manor is Melinda's birth right, not yours."

"I-you're right. I-"

"The funeral is on Wednesday, dad." Melinda always forgave her father.

"Do you need an-"

"We'll be fine."

He orbed away, suddenly feeling like he didn't belong.

Penny didn't return to Hogwarts the next day, but when Lily, Stella, and Alice awoke the next day, they heard their doormat softly walking around.

Lily opened her curtains quickly, to see her friend in a black wrap dress, basic makeup, and black heels. "I can't do my hair." Penny looked close to tears when she saw Lily.

"Oh, jelly." Lily used the nickname rarely, but her friend just looked so broken. "Come here."

Stella and Alice looked on silently, not getting up from their bed, as Penny sat next to Lily and she put a barrette in the former's hair.

"I'm sorry I didn't come back. I didn't want to leave Mel alone."

Lily nodded in understanding. "I-Can I come today?"

"'course." Penny gave her friend a watery smile.

Stella got up and approached the two. "What's going on?" She asked cautious, sitting on the other side of Penny.

"My grandmother died."

"Oh Penny." Alice got up and hugged her friend.

"It's fine. She was old."

Lily looked on sorrowfully. She felt bad that her friend had to lie to everyone about her life. It was clearly taking a toll. The girl looked like she hadn't eaten since she left Hogwarts. "Why don't we grab breakfast?"

"I can't. The funeral is in an hour."

"Alright. I'll be quick."

The four girls departed, splitting up-two going to the Great Hall and two going to an abandoned corridor to orb away.


	8. Chapter 8

"It was a beautiful service." Lily told Melinda.

"Thank you. It was Penny's idea to engrave 'The power of three will set you free' into their graves."

"Those words changed their lives." Penny shrugged.

After the funeral, Penny and Lily headed back to the Manor for Lunch with Leo, Sam, and Kyle.

There was a loud crash and Melinda quickly pushed Lily under the table.

Penny orbed a fireball away from her aunt while Melinda blew up another demon. "Penny, watch out!" Kyle yelled.

Melinda pushed Penny out of the way of a flying dagger, only to have it impale her.

"No!" The demons shimmered away. " .no no no no no. Heal." Penny's hand hovered above Melinda's wound. "No no no no no."

Leo stood stark still with Kyle and Sam, looking on, heart broken both for the loss they knew they just felt with Melinda and for poor Penny.

"Pen." Lily looked at her friend.

"She's going to be fine. She just needs to heal." Lily couldn't move to her friend. "HELP HER!" Penny screamed. When she saw no one was moving, she grew upset, still not moving her arms, or body as they became blood soaked. "SHE WILL BE FINE!" When she saw the looks she was getting, she orbed Melinda to a place where someone would help.

"Oh, dear."

"Madame Pomfrey. Help."

"Penelope. Are you hurt?"

"No, no. Melinda. Help her."

"She-she isn't breathing, Penelope."

"No! She's fine." She pushed Madame Pomfrey away and resumed a position trying to heal her aunt. "She has to be okay. She'll be fine."

"Penny. She's gone." Kyle orbed to his distraught charge.

"No! She can't be." When she sensed Kyle walking towards her, she felt this need to protect overcome her, and she pushed it outward, to the surface.

"Penny." Kyle looked on, amazed, as Penny emulated Wyatt's shield, a power she clearly just developed.

"She is going to be fine."

"Penny. She's not."

"I AM NOT GOING TO LEAVE HER ALONE."

"Miss Perry." Penny looked up hearing Dumbledore's soft voice.

"I- she can't be gone. It's us. It's just me and her." Penny stumbled away from the body, realizing that her aunts eyes were staring at her, eerily like her fathers did when he… She backed up against the wall, reducing her shield to only encompass her, and not her aunt any longer.

"No no no no no." She kept mumbling and rocking back and forth.

Kyle turned to the Headmaster, "Lily was with us. I-she wasn't hurt, but I returned her to her dorm to get dressed for afternoon classes." Kyle moved to orb Melinda away. "Penny. I'll be right back. Okay?" He didn't hear a response, and doubted he'd get one.

"Thank you." Dumbledore didn't take his attention off Penelope. He'd never admit it, but she was one of his favorite students. He was friends with her grandmothers and had seen the girl grow up. "Penelope. We're not going to hurt you."

"I can't." She didn't look up. She couldn't reduce her shield because then it would be true. Her aunt would be dead and she'd be alone. "It won't stop. I want all of it to go away." The pain was too much. It hurt.

"James." Lily said, standing at the base of the girl's stair case.

"Lil!" He turned to see his missing girlfriend. "Where we-what's wrong."

"James. It-" She couldn't get the words out. "Oh Merlin."

"Lily. What's the matter?" The other Gryffindors looked on, shocked, as the normally composed girl couldn't hold herself together. James embraced his sobbing girlfriend as he glanced back at his housemates. What could they do?

"I-" she couldn't hold it in anymore. "Penny's grandmothers died."

"Oh-"

"And we were at the funeral. Her aunt. She was there. And now she isn't and I don't know how to save Penny this time. Her family was almost completely wiped out in one fell swoop."

"Merlin." James didn't know what to say.

"Where is she?" Sirius looked stricken, desperate almost.

"I-I don't know. She left. You guys didn't see her face."

Sirius and Remus sent Peter to check the Marauders Map (secretly) while they sat Lily on the couch, trying to console her.

"Penny. You need to control your emotions." Dumbledore still had no luck trying to help the young Halliwell.

"I can't. I tried. I just feel _everything_."

"You need to rebuild your shields."

"What's the point?" She cried.

"You still have your destiny."

"Penny." Kyle orbed in. "You're draining yourself. Emotionally and physically. This isn't healthy. Please."

"It was supposed to be us. Mel and I were going to hang out and read magazines and go shopping and now we won't. Oh Merlin." As soon as the shield dropped, Kyle ran over and encompassed his charge.

"We're going to figure this all out. It's all going to turn out fine."

"Professor."

"Messers Black and Lupin. I think it best for you to get lunch in the Great Hall and leave Miss Perry on her own today."

Both looked hesitant.

"Albus." Kyle didn't let go of his witch when he addressed the headmaster. "I need to go back to the Manor and take care of a few things." He was trying not to sound crass but didn't want to upset Penny further.

"We'll make sure she's alright." Remus started.

"We'll take her back to the tower and get her some lunch."

"Put her up with Lily."

"They wouldn't go to class anyways."

Dumbledore looked contemplative, but before he could respond, Kyle said, "I think that sounds fine." He looked down to see Penny holding tight on his suit jacket. Had the funeral only been an hour before? It felt like a lifetime.

Sirius moved to replace Kyle. "I got her."

When Penny wouldn't let go of Kyle, he sighed, "Come on, jelly."

"Pen, I got you." Sirius kneeled next to Penny. "Lily is really broken up. She's worried about what happened to you."

Hearing Lily's name, Penny stood up unsteadily and took a few deep breaths. Then she almost robotically, "I'll find her." Sirius cast a look at Dumbledore and Kyle before chasing her out of the Hospital Wing.

"Pen! Pen! Wait up." He took her arm and spun her around. "It's okay to feel. To focus on yourself."

"It isn't. I can't afford to. If I feel this I will fall apart. And I will not be able to put myself back together again."

"Then we'll help put you back together again."

"Sirius, I am beyond repairable. My life hasn't been…together in a long, long time."

"It's never too late."

Before she could respond, Remus ran up behind the pair, "Penny! I am so sorry for what happened."

When Penny didn't say anything, the three continued to walk in silence, not knowing how to break the silence. When they entered the common room, Penny saw that it was empty, excluding the other sixth years.

"Penny! What's going on?" Lily got up and her eyes clearly indicated she had been crying.

"Lil. Melinda didn't make it. She wouldn't heal."

James got up, "I still don't understand how this happened. I don't even understand what happened."

"Do you ever?" Penny sniped back.

"Pen." Lily sighed, trying to keep any semblance of peace.

"Sorry, James, but I think Lily and I just need some time…to process everything. Alone." Penny was not trying to hide her desire to be left alone, but Lily was confused as to why Penny made it seem like she was trying to mourn the recent deaths. She knew her friend well and knew she was nowhere near accepting the tragic events. Once Penny and Lily were alone, they went upstairs.

"What happened?"

"I don't know, but I'm going to find out." Penny said, more to herself than Lily. She went to her trunk and pulled out a leather bikini top and a matching barely-there skirt to blend in in the Underworld.

"What do you think you're doing."

"There have been four attacks in the past few days, all lower level demons, swarming the Manor. Someone is sending them and it's either a play for the Nexxus or a power play. We haven't seen this much movement since Wyatt left." She couldn't help the wince she felt in her heart when she mentioned Wyatt.

"I'm not letting you go alone."

"You have no power in the Underworld, you'd be a liability."

"I can help!"

"Lily, I'm sorry, but you can't."

"It's not fair!'

"It's not. But it's the way it is." Before Lily could say anything else, Penny orbed out.


	9. Chapter 9

It was past dinner time when there was a knock on the door. "Come in." Lily called softly. She was still sitting on Penny's bed, where Penny left her, waiting for the Halliwell to return.

"Hey, Lil. Where's Penny?" Remus peeked in.

"Oh. Um. She went out." Lily covered for her friend.

"I thought you two were-"

"Remus, please." Lily grew upset. "You've know Pen for six years. Have you ever known her to willingly accept anything? She is not taking any of this well."

"I just-"

"Didn't think. None of you know Penelope as well as you say you do. Where does she live specifically? What happened that she doesn't live with her parents? What does she spend her summers doing? Why is she so defensive? Why is she so jumpy?"

"Lily-"

"No! None of you realize how she is always missing! Putting her life on the line!"

"What do you mean?"

"It's none of your business."

"Well, you sure as hell just made it my business!"

"Remus-"

"Lily!" Penny ran up the stairs, not caring what she was wearing. She had sensed someone in the dorm, so she couldn't orb in. "We have a major-" she saw Remus "problem."

"Where were you? What are you wearing?" Remus turned to his friend, worried.

"Oh, um-. Lily. We have a thing about the thing and we need to talk."

"Okay." Lily grew worried.

"What are you two talking about." Remus crossed his arms.

Lily and Penny glanced at each other, before Penny bit out, "Our periods. Do you have a reason you're so interested in my bleeding uterus, Remus?"

He sputtered, giving Penny time to grab clothes and pull Lily into the bathroom, knowing Remus wouldn't follow.

"Okay, what's happening?" Lily sat at the edge of the bath tub as her best friend changed out of her demon-outfit.

"I found out some information. Some really really bad information."

"It can't be that bad. You only used two reallys."

"They took out four Halliwells. it can't be good." Penny panned. "The Underworld is trying to reestablish order and create a new Source."

"Shit."

"Yeah."

"What are you going to do?"

"I told Kyle-"

"How'd he react?"

"He wasn't happy I left but he has to alert the Elders. I promised him I would hold off on hunting demons for a bit."

"That's good."

"We never got to do our first day of school tradition." Penny said, changing the subject.

Lily smirked. "Remus is in our dorm."

"We can get rid of him."

"You do that, I'll grab Stella and Alice."

"Meet you in the Front Hall in twenty?"

"Break."

Lily couldn't help but be grateful for the return of quasi-normality.

"Where are you going?" Remus asked Lily as she left.

"Remus!" Penny called. "I need to talk to you."

"What's the matter, Pen?"

"I was wondering if you'd be able to tutor me about what I've missed…"

"Of course."

"Thanks, Remus."

"Is that all?"

"Umm.. Yeah, I'm going to go grab some dinner."

She quickly departed from Remus and rushed to the Entrance hall.

"Ready?" She asked her dorm mates, seeing them all here.

"Are you sure you want to do this?" Alice asked.

"It's good luck." Penny laughed.

Stella and Alice glanced at each other, worried about their friend's reaction. Lily knew something else was going on but ignored it for now.

They snuck out of the castle and into the dark night. Once they got to the edge of the lake, the girls shimmied out of their clothes and began their tradition of skinny dipping.

"That's cold!" Stella laughed-cried.

"Ohhh" Penny splashed Alice and Lily.

"What do we have here?"

The girls screamed, seeing the Marauders leaning against trees, looking at the girls.

"Well, well."

"Boys! Turn around!" Remus and James turned. One being afraid of Lily and the other having some respect for the girls' privacy.

"Peter! Black! I will personally disembowel you slowly using only a rusty spoon if you don't turn around right this instant!" Penny used some of the colorful imagery she had learned growing up fighting demons to scare Peter and Sirius into turning.

Once the girls were dressed, Lily passed James as Penny passed Sirius and both whacked the boys on the side of the head. Peter and Remus snickered as their friends rubbed the back of their heads.

"What was that for?" James whined.

"You deserve it if you're dense enough not to know." Penny fired back.

"So, Perry, how you feeling." Sirius walked along Penny, side by side.

"Right as rain." She smiled and nudged Sirius. He frowned and stopped walking. The Marauders all stopped next to Sirius.

"Something's wrong with Penny. All of her distress is... gone…."

"I know. It's rather odd." Remus agreed.

"Maybe it was her time of the month." Peter squeaked, receiving a strong shove from Sirius.

"Don't be a bloody sod, Pete." James griped.

When the girls arrived at the tower, they were happy to find the annual first day of classes party in full swing.

"Just what we need!" Alice yelled over the music as she laughed.

"I'll grab us some drinks!" Lily headed for the drink table.

"And we'll get some boys!" Stella laughed grabbing Alice and Penny and dragged them to the dance floor to start a dance sure to lure in boys.

When the Marauders arrived at the party, they forgot all about their troubles with Penny and got into the spirit. Remus and Peter went to the side and laughed with some guys from the year below them while James sought out Lily and Sirius sought out his next conquest.

Remus had been speaking to some housemates when he saw their eyes light up and they let out wolf-whistles. Remus frowned when he saw what they were looking at and quickly made his way to the center of the room where Penny was surrounded by guys, standing on a table, without a shirt on. He looked around for her shirt but didn't find it, so he yanked her down by her arm and shrugged his jacket off and put it over the smaller girl's shoulders.

"Remmmmus, what are you doing? We were having fun!" She tried to break out of his grasp and return to her entourage but couldn't break Remus' hold on her.

"C'mon, Pen. Let's go."

"She wants to stay, man! Come on!" Remus turned to see Amos Diggory approaching them.

"She isn't your concern, Amos. I've got it from here." Remus frowned. Amos Diggory had a "love them and leave them" type of reputation with ladies.

"She is my concern more than yours, Lupin." He aggressively used Remus' last name.

"'She' is right here!" Penny successfully yanked herself out of Remus' grasp. "And she wants to have more fun."

"Penny!" Remus called after her, but she was quickly swallowed in the crowd with Amos. He looked around, and saw Sirius chatting up a girl. "Padfoot!"

"Hey Moony. This is…"

"Marie." The girl smiled and edged her self closer to Sirius.

"Penny is drunk out of her mind and with Amos Diggory. Mind helping me find her?" Remus whispered.

"Let's go." Sirius stood up and wasting no time, ignored Marie, to find Penny. The two Marauders separated to look for their friend. Sirius left the Portrait Hole to look around the rooms by Gryffindor Tower. He entered an empty classroom to see Amos hovering over Penny as she sat on a desk, kissing her with force.

"Hey!" He grabbed his shoulder and flung Amos away from Penny. "Get off of her." Amos landed on the ground and looked angry.

"What the hell, Black?"

"What the hell, Diggory?" Sirius mocked, standing in front of Penny to block her from Amos' view.

Penny suddenly sobered up a little and tried to use her arms to cover a bit of her body and crossed her legs to a less compromising position as she edged farther behind Sirius.

"She is so not worth this." Amos spit before leaving the classroom.

Sirius turned and looked at his housemate, his friend. His heartbeat sped up a little seeing her looking so small but seeing more skin then he has seen of her, ever. "You alright, Pen?"

"Peachy," She tried to smile.

Sirius shrugged off his jacket, like Remus had done, and zippered it up to cover Penny. "What's going on with you?" His eyes penetrated into hers.

She leaned closer. "I don't know. I don't want to be mourning, though. This is better than that." She didn't break eye contact.

"Don't get out of control." He breathed and felt her breath on his face, realizing for the first time how close she was.

"Sirius. Do you-" She was cut off by his lips crashing against hers. She pushed him back so that he was laying on the desk as she straddled him. After a few minutes of heated kissing, she began unbuttoning his shirt.

Sirius pushed her hands away. "We shouldn't."

Penny stood in front of the desk. "And why not? We're both unattached."

"You're Lily's best friend. And-and your family just-" She silenced him by slowly unzipping his jacket and dropping it on the floor. He watched awestruck as she unzipped her skirt and let it pool on the floor. She was left in her heels and underwear. She stepped towards him. He was letting his legs hang over the desk as he sat on it and watched her step in between his legs .

"C'mon, Sirius." She whispered in her ear. He looked at her. He saw her smoldering eyes, her small breasts, her flat stomach, her thin legs, her feet in the heels and could barely control himself when he picked her up and placed her under him on the desk, engaging in slow, passionate kissing. When she tried to unbutton his shirt again, he didn't stop her. Her shoes slipped off her feet and when her fingers touched his top button of his jeans, he broke their kiss.

"Are you sure?" He asked, hoping that she was.

She smiled and nodded her head. "Of course I am."

They resumed their positions and passionate embrace slowing kissing and exploring each others bodies for the first time.

Penny woke up uncomfortably on a hard surface, confused, with a pounding headache, but surprisingly warm. She looked up to see she was being held by a very asleep, very naked Sirius Black.

"Shit." She murmured, carefully removing herself from his embrace. She looked out of a window to see it was still dark out. "Sirius." She hissed, trying to wake him up, but he swatted her away. "Sirius!" She slapped his shoulder.

"Merlin, shut it!." He rolled over, but didn't realize he was on the desk and rolled over the side. "Umph." He groaned.

"I've got to go. I'll see you later, Sirius." She said as she pulled on her skirt.

"Penny?"

"What?"

"You're leaving?"

She looked at him confused. "Sirius. We can't be found here. And-" She touched his jacket as she picked it up and gasped as a vision hit her. She was in the underworld wearing Sirius' jacket and she standing in front of a crowd of demons who were protecting something. She saw them part and a demon approaching a baby. The demon stabbed the child and then turned on Penny.

"Penny!" Sirius shook her.

"Oh god." Penny couldn't help but say. "Sirius, I've got to go." She rushed to the door, but quickly turned around. "See you at breakfast." She kissed his cheek and left the room, intent on orbing to the Underworld. She had a feeling she wouldn't have time to make potions or consult the book so she had to hope her individual power would be enough. She lost her grandmothers and she lost Melinda. She was not going to lose this innocent. After an hour or searching and questioning (torturing) demons, she had found the familiar sight.

"Let the innocent go." Penny readied herself for a fight.

"Well, well. Another Halliwell." An older looking demon smirked. Penny brushed off the comment. She was the last Halliwell. They must be referring to her ancestors.

"You've clearly faced Halliwells in the past." Penny tensed. "You know not to cross us."

"You seem to forget your families recent run of bad luck." The demon narrowed his eyes.

"And you forget you're dealing with the thrice blessed."Penny let lightning bolts flow from her palms, hitting any demon that threatened her. She had never been so thankful for the powers she inherited from Leo. When the room was cleared of all but smokey remittence of demons, Penny walked over to the baby.

"I should have thought this through more. What the fuck am I supposed to do with you, huh?" She said as she picked up the infant.

She orbed to the Manor, knowing she'd need Kyle's help. When she appeared, she stopped and looked around. It was the first time she was here since Melinda had died. Suddenly everything sunk in and Penny realized she was the last Halliwell. She suddenly felt so alone and had this weight on her shoulders. She was snapped out of her musings when she felt the baby tug on her hair. "Kyle." She called, knowing he would orb to his charge quickly after the consecutive deaths she experienced.

"Pen-" Kyle's voice tapered off when he saw the baby. "What's going on." He sighed.

"I had a premonition and found a baby. Here." She went to pass the baby off but Kyle held his hands up.

"I have to go find out where the kid came from. You can take care of it."

"Kyle-"

"No! Penny! Do you know how irresponsible you are! You are all I have left! Melinda is gone! Paige is gone. Piper, Phoebe. You are my responsibility and you're making it impossible for me to make sure you are alive! I don't know where you are because you refuse to speak to me! So now, you listen to my rules! You are going to consult me whenever you leave Hogwarts. You will not go to the Underworld-"

"Kyle! You're being unfair! I saved an in-"

"You saved an innocent, yes! I can't fault you! But if you die, how many innocents are lost without the Halliwell line?" Kyle realized his mistake. "Penny. That's not what I meant-"

"No. Kyle. You're right. I'm being selfish." She couldn't help but hug the innocent closer to her. "I'm the last Halliwell. I have to ensure that there will be more lining up to protect and die for the good of the world."

"Pen-"

"Can you find out where this" she gestured to the baby. "came from? I'll be at Hogwarts, in my dorm." Penny didn't wait for Kyle's answer before she orbed away. She landed on her bed, as intended and couldn't stop the tears from coming. Her family was gone. She knew Kyle loved her but he made it sound that he was just in charge of her to make sure the Warren line continued. She felt like she was being raised for slaughter. She hugged the baby close to her chest. She couldn't help but feel better with the baby. It was so innocent and didn't have to worry about anything. She suddenly realized she didn't know what _it _was. She checked and could't help but feel relieved when she saw it was a girl.

"You and me, doll. Girl power." It struck her that she had no idea how to care for a kid. She knew that she had to feed and clean her, but what happens if Kyle couldn't find her family? And why did the demons want her?

"What are we going to do with you?" Penny wiped the tears away and smiled at the baby, sitting cross legged on her bed with the baby in her lap. It must have been almost a year old, it was able to look around and gurgle and support it's head, but clearly couldn't speak yet. Penny closed her curtains in case her dorm mates came back earlier. She had no idea how she'd explain the baby to her friends, and she couldn't even think about the Sirius-incident right now.

Penny laid the baby on her back and conjured some orbs of light to dance above the girls head. She smiled as the girl giggled. Penny couldn't help but wish that she could have a normal life where her children didn't have to worry about being kidnapped or having their parents prematurely killed. But she was a Halliwell and that was how life worked. She picked the baby up when she heard voices on the stairwell. Her friends normally went straight to dinner from classes to avoid crowds, but she figured that they were looking for her, as she played a disappearing act that day. She hoped the little girl would be quiet and only Lily would be sent up to look for her. But as every leprechaun she had met says, luck can go either way and all of her dorm mates climbed the stairs.

"Pen, you alright?" Alice called through the curtains.

"Just fine! Go down to dinner and I'll meet you after." She needed time to figure out how to explain the baby she was holding.

Lily pulled back the curtains, upset. She had been worried about her friend all day; she kept imagining Penny alone, bleeding out in an obscure cave in the Underworld or tortured to death. Instead, she found her friend laying on her stomach next to a baby. Lily blinked. Twice. To make sure she wasn't imagining things.

"Where did the kid come from?" Stella plopped down on the bed across from Penny's.

Penny shrugged but looked at Lily. "I just found her. We're looking for her parents now." Lily read the message. Penny found her in the underworld and the parents may be gone. Dead.

Lily sighed. "Well we can't be going around to classes with a baby."

"Duh." Alice said, still surprised.

"No. Uh, I'll stay with her." Penny said, looking at the baby.

"Does she have a name?" Lily asked, approaching the baby.

"Not that I know of."

"We should name her, or at least give her a nickname." Stella suggested.

"Is that a good idea?" Penny asked.

"Better than calling her 'it' or 'the baby'." Alice laughed.

"Any one have any ideas?" Lily smiled.


End file.
